SCHEDULE 13G
(12/31/97)
JANUS AMERICAN GROUP, INC.
Common Stock
Cusip # 47102P-10-2
<PAGE>
Cusip # 47102P-10-2
Item 1: NAME OF REPORTING PERSON
United States Lines, Inc. and United States Lines
(S.A.) Inc. Reorganization Trust
FEIN: 22-6477917
Item 2: CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
Item 3: SEC USE ONLY
Item 4: CITIZENSHIP OR PLACE OF ORGANIZATION
See attached Statement
Item 5: SOLE VOTING POWER
Not applicable
Item 6: SHARED VOTING POWER
Not applicable
Item 7: SOLE DISPOSITIVE POWER
1,057,047.871 See attached Statement
Item 8: SHARED DISPOSITIVE POWER
Not applicable
Item 9: AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
1,057,047.871 See attached Statement
Item 10: CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
Not applicable
Item 11: PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW 9
12.16%
Item 12: TYPE OF REPORTING PERSON*
Other 00 See attached Statement
<PAGE>
STATEMENT APPENDED TO SCHEDULE 13G
RELATING TO PERIOD AS OF 12/31/97
Item 1(A): NAME OF ISSUER
Janus American Group, Inc.
Item 1(B): ADDRESS OF ISSUER
2300 Corporate Blvd., NW, Suite 232
Boca Raton, FL 33431-8596
Item 2(A): NAME OF PERSON FILING
United States Lines, Inc. and United States Lines
(S.A.) Inc. Reorganization Trust
Item 2(B): ADDRESS OF PRINCIPAL BUSINESS OFFICE
184-186 North Avenue East, Suite 103
Cranford, NJ 07016-2488
Item 2(D): TITLE OF CLASS OF SECURITIES
Common Stock
Item 2(E): CUSIP NUMBER
47102P-10-2
Item 3: This statement is filed pursuant to Rule 13d-1
(b) and the person filing is a grantor
liquidating trust formed in accordance with a
confirmed and effective Plan of Reorganization.
Item 4: OWNERSHIP
The 1,057,047.871, or 12.16% of the class of
Common Shares reported on this Schedule 13G,
are held in accordance with a confirmed and
effective Plan of Reorganization pending
distribution to allowed creditors of United
States Lines, Inc. Control of the Common
Shares is specifically limited by the enclosed
Order Approving Change in Procedure for Voting
of Reorganization Securities by Trustee, dated
April 14, 1997. Other than the indirect
beneficial ownership created by the formation
of the Trust, the Reporting Person and its
Trustee John T. Paulyson, whose signature
appears below, disclaims any other beneficial
ownership of Common Shares.
Item 5: OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable
<PAGE>
Item 6: OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON
Not applicable
Item 7: IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable
Item 8: IDENTIFICATION AND CLASSIFICATION OF MEMBERS
OF THE GROUP
Not applicable
Item 9: NOTICE OF DISSOLUTION OF GROUP
Not applicable
Item 10: CERTIFICATION
By signing below I certify that, to the best of
my knowledge and belief, the securities referred
to above were acquired in the ordinary course of
business as a result of a confirmed and effective
Plan of Reorganization and were not acquired for
the purpose of and do not have the effect of
changing or influencing the control of the issuer
of such securities and were not acquired in
connection with or as a participant in any
transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: February 27, 1998
UNITED STATES LINES, INC. AND
NITED STATES LINES (S.A.) INC.
REORGANIZATION TRUST
By: /s/ John T. Paulyson
Trustee
<PAGE>
Morris Stern, Esq.
Stern, Dubrow & Marcus
111 Dunnell Road
Maplewood, New Jersey 07040
(201) 762-3393
MS4121
HEARING DATE: April 14, 1997
TIME: 10:00 a.m.
(RULE 2002-2)
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
- -----------------------------------------x Chapter 11
:
In re: : Case Nos. 86 B 12240 (AJG)
: 86 B 12241 (AJG)
UNITED STATES LINES, INC. :
UNITED STATES LINES (S.A.) INC., :
:
Debtors. :
- -----------------------------------------x
ORDER APROVING CHANGE IN PROCEDURE
FOR VOTING OF REORGANIZATION SECURITIES
BY TRUSTEE
Upon the application of the United States Lines, Inc.
and United States Lines (S.A.) Inc. Reorganization Trust (the
"Trust," by its "Trustee") as assignee and disbursing agent for
United States Lines, Inc. and United States Lines (S.A.) Inc.
(the "Debtors"), for an Order Approving Change in Procedure for
Voting of Reorganization Securities by Trustee, and notice for
the relief requested (including a form of order there designated
Exhibit A) having been given by the Trustee to the parties in
interest by service on March 24, 1997, pursuant to Rule 2002-2
of the Local Rules of the United States Bankruptcy Court for the
Southern District of New York, and it appearing from the
Affidavit of Service filed with this Court that due and
sufficient notice has been given, and no hearing having been
requested, there being no responses or objections, and due
deliberation being had thereon, and sufficient cause appearing
therefor, it is hereby
<PAGE>
ORDERED, that:
1. The Trustee is hereby authorized to vote or give
a consent in writing, with respect to each issue of
Reorganization Securities held nominally by the Trust, in
accordance with the following procedure (which changes the
procedure provided for in this Court's Order of August 23, 1995):
(i) From and after the date of this order,
the Trustee shall vote, or consent in
writing, as the case may be, on each
proposal set forth in the notice of
meeting to be considered by shareholders
in the same proportion "for" or "against"
(or "withhold" in the case of director
elections) such proposal as shareholders
(other than the Trust) who actually vote
in person or by proxy at the relevant
stockholders' meeting or consent in
writing, on such proposal, disregarding
for this purpose (A) shareholders who do
not vote or consent in writing or who
vote "abstain" and (B) shares of capital
stock issued after March 16, 1997 by
Janus Industries, Inc. for such
consideration as is permitted by Delaware
law;
(ii) Notwithstanding clause (i), the Trustee
may in person or by proxy appear at a
meeting of shareholders for quorum
purposes with all the Reorganization
Securities nominally held by the Trust,
or grant a general proxy to another for
such purpose, and to vote all such
Reorganization Securities for such other
matters as may properly come before the
meeting or any adjournments thereof;
(iii) The Trustee may rely on determinations of
Janus Industries, Inc. as to the allocation
of the Trustee's vote or consent "for" or
"against" (or "withhold" in the case of
directors elections) for purposes of clause
(i) above; and
(iv) At any time, the Trustee may seek (but shall
not be required to seek) Court approval or
instruction (including alteration of the here
established voting procedure) before voting
or giving a consent in writing.
<PAGE>
2. All acts of the Trustee in connection with voting
Reorganization Securities held nominally by the Trust in
conformity with the immediately preceding authorization and
procedure, shall be deemed to be in good faith, appropriate,
non-negligent, and in compliance with the Trustee's duties under
the Trust Agreement. As such, those acts of the Trustee shall
be exonerated and indemnified pursuant to the terms of Section
6.6 of the Trust Agreement.
3. Except for changes specifically set forth herein,
this Court's Order of August 23, 1995 shall remain in full force
and effect.
Dated: New York, New York
April 14, 1997
/s/ Arthur J. Gonzalez
United States Bankruptcy Judge
